© Copyright Envision Corporation. 2002. All rights reserved.

Protected by the copyright laws of the United States & Canada and by International treaties. IT IS
ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER
PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.

EMPLOYEE AUTHORSHIP CERTIFICATE

This Employee Authorship Certificate (the "Agreement") is made and effective this [DATE],

BETWEEN: [EMPLOYEE NAME] (the "Employee"), an individual with his main address at:

AND: [COMPANY NAME] (the "Company"), a corporation organized and existing

under the laws of the [STATE/PROVINCE], with its head office located at:

TERMS

The undersigned employee Employee of the Company hereby gives these representations and
warranties for the purpose of assuring to the Company, and any other parties who may rely hereupon,
that the Company has all right, title and interest in certain Proprietary Creations over which ownership is
claimed by the Company. The employee specifically intends that the representations and warranties
contained herein may be relied upon by any party that is contemplating an acquisition, license, right to
distribute, or any other interest in and to any Proprietary Creations covered hereby.

NOW THEREFORE, the undersigned Employee hereby represents, warrants, acknowledges, certifies
and agrees as follows:

1. That the Employee has carefully considered and investigated each of the representations,
warranties and acknowledgements and the factual circumstances involved with each such
representations, warranty and acknowledgements set forth herein.

2. That the Employee gives these representations, warranties and acknowledgements with full
knowledge and intent that they may and will be relied upon by third parties who are entering
or contemplating a potential legal relationship with the Company involving the Proprietary
Creations.

3. That the Employee is the author of the Proprietary Creations described in Exhibit “A” attached
hereto (“Employee Creations”); no other party had any input or hand in the conception,
development, creations, planning or reduction to practice of the Employee Creations; and the
Employee Creations were developed solely by the Employee, on Employee’s own time and
using the Employee’s own materials, during the time spans identified adjacent to the
applicable Employee Creation as designated on Exhibit “A.”

4. That the Employee was a contributing author of the Proprietary Creations described in Exhibit
“B” attached hereto (“Collective Creations”); only the parties listed in Exhibit “B” adjacent to
the relevant work had any input or hand in the conception, development, creations, planning
or reduction to practice of the Employee Creations; and the Employee’s contributions to the
Collective Creations were developed solely by Employee, on Employee’s own time and using
the Employee’s own materials, during the time spans identified adjacent to the applicable
Employee Creation as designated on Exhibit “B.”

Employee Authorship Certificate

Page 1 of 5
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS
ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER
PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.

5. For purposes hereof, the Employee Creations and the Employee’s contributions to the
Collective Creations shall be referred to herein as the “Proprietary Creations.”

6. The Employee has assigned all of Employee’s right, title, and interest in and to the
Proprietary Creations to the Company and pursuant to such assignments, the Company has
obtained full right, title and interest in and to the Proprietary Creations, including but not
limited to (i) all rights of a copyright owner, including but not limited to all of the exclusive
rights provided by the United States Copyright Act, (ii) all patent, trade secret and other
proprietary rights of every nature and type, (iii) the right to sell, lease, license, exchange,
convey and assign the proprietary Creations, (iv) the right to publish, distribute, copy, publicly
perform and display any and all of the Proprietary Creations, alone or in conjunctions with
other works, (v) the right to modify, amend, enhance, upgrade, improve, and create derivative
works based in whole or in part on the Proprietary Creations, and (vi) the right to take any
and all steps necessary to secure and assert the Companies rights as aforesaid.

7. Except for the integration or use of the pre-existing works of other parties as listed in Exhibit
“C” attached hereto, the Proprietary Creations do not infringe upon or otherwise violate the
proprietary rights of any third party, including but not limited to patents, trademarks,
copyrights, trade secrets, privacy rights, moral rights, or any other proprietary rights provided
under any state or federal law.

8. The Employee has received and has made a valid assignment of a license to use the pre-
existing works defined in Exhibit “C” on a non-royalty basis, in perpetuity, anywhere within the
world from the owner of said pre-existing works.

9. The Employee has not exploited the Proprietary Creations for Employee’s own purposes or
for the purposes or benefit of any other party other than the Company.

10. No claim is pending, has been threatened, nor but for the passage of time will be pending,
threatened or will accrue that could have a direct or indirect effect on the Proprietary
Creations.

11. The Proprietary Creations were not created during the Employee’s employment for any other
employer or as a work for hire of any other party. The Proprietary Creations or the use and
distribution thereof, will not violate any non-compete, non-solicitation or any other restrictive
covenant contained in any employment agreement or other agreement that the Employee
may have had with any other employer or party.

12. All proprietary software programs and other tools used by the Employee in the creation of the
Proprietary Creations were duly and validly licensed for use by the Employee and were used
within the scope of the applicable license agreement when creating the Proprietary Creations.

IN WITNESS WHEREOF, the Employee has executed this Authorship Certificate with full knowledge of its
content and significance and with full knowledge that other parties will rely on the content hereof when
making important business decisions and entering potential transaction.

COMPANY EMPLOYEE

Authorized Signature Authorized Signature

Page 2 of 5
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS
ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER
PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.

Print Name and Title Print Name and Title

EXHIBIT A
EMPLOYEE CREATIONS

Employee Authorship Certificate

Page 3 of 5
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS
ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER
PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.

EXHIBIT B
COLLECTIVE CREATIONS

Employee Authorship Certificate

Page 4 of 5
© Copyright Envision Corporation. 2002. All rights reserved. Protected by the copyright laws of the United States & Canada and by International treaties. IT IS
ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER
PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.

EXHIBIT C
PRE-EXISTING WORKS

Employee Authorship Certificate

Page 5 of 5